Counsel to Owners
We advise the owners of businesses on the questions that come up in running a business and on changes in ownership.
When an owner retires, dies, divorces or wants out, or when a new owner comes in, we advise on the transfer of the membership interest or stock, the consents the operating agreement or shareholder agreement requires, and the price and terms of a buy-out, including the departing owner’s release from guaranties and leases. We write buy-sell agreements that set who may buy an owner’s interest, at what price and on what terms.
When a transfer changes who controls the business, we review its effect on the business’s contracts and licenses.
Disputes among owners are handled under Litigation and Appeals.
Services we provide
- Transfers of membership interests and stock
- Buy-sell agreements
- Owner buy-outs and exits
- Admission of a new owner
- Changes in control
Statutes and rules
- ORS chapter 63, Limited Liability Companiesthe transfer of a membership interest, and what a transferee receives without the other members' consent.
- ORS chapter 60, Private Corporationsshareholder agreements and the restrictions on the transfer of shares.